Falling Uphill
by Poisonous
Summary: After failing a class, Alexis is demoted to Slifer Red. On her climb back to Obelisk Blue there might something holding her back. And his name is Jaden Yuki.
1. Chapter 1

**x**

_Watch your anger_

_Keep your words_

_And hear the music_

_You've never heard_

**x**

"You've got to be kidding me!"

Alexis Rhodes screamed in frustration as she let tumble to the floor a neatly clipped envelope. Mindy starred over her shoulder, wondering what could be making her friend so angry, and gasped in horror.

"No way! How could this be happening?"

Mindy asked, rubbing her eyes, not quite believing what she was seeing.

"I failed Dr. Crowlers final exam because I was uh... well, you remember the night where I went off for some fresh air?"

Mindy nodded.

"I wound up at the abandoned dorm, and there was this creep who snatched me."

Mindy's eyes widened.

"No way! Did you turn him in? He didn't do anything to you, did he?"

Alexis shook her head, and shivered, remembering being locked in the darkness.

"No, it so happened that Jaden and his friends were there, and well Jaden dueled the guy and saved me."

Mindy sighed.

"How romantic!"

Alexis ignored her comment, and sighed.

"Because I failed the final, and Dr. Crowler just happens to be the headmaster of Obelisk Blue, I've...I've been demoted."

Mindy put her hand on Alexis's shoulder and put on a bright smile.

"Don't worry! You'll be up from Ra Yellow by next week."

Alexis shook her head.

"I haven't been demoted to Ra Yellow, Mindy, I've been demoted into Slifer Red."

At once, Mindy's face expression changed.

"Oh, that is _not _cool! You'll have to hang around those slifer losers for an entire week. And then spend another week at Ra Yellow... Wow, Alexis, why were you hanging around the abandoned dorm, anyway? It's not the best place for fresh air and it _is _forbidden."

Alexis shrugged, and avoided Mindy's gaze.

"I got lost, that's all."

Mindy cast her a skeptical look.

"Lost?"

Uncomfortable, Alexis moved away from her. She didn't want to lie to Mindy, but she hadn't told anyone about her missing brother except Zane. The very thought of the elder Truesdale brother brought her a headache. Zane would be severely disappointed in her. And as much as she hated to admit it, she _did _value Zane's opinion. They had become friends almost immediately after she transferred into Obelisk Blue. And he was a good friend and a good conversionalist, despite popular belief.

"Alright, I'll see you around... I guess."

Mindy said with a frown, and Alexis gave her a sad smile.

"I hope you get back before open night."

Mindy added. Alexis gasped.

"Oh that's right! Open night for parents is in two weeks! If my parents see that I'm not in Obelisk Blue they'll throw a fit and take me out of Duelist Academy."

Alexis took a deep breath and gave Mindy a brave smile.

"Don't worry, I'll be back in two weeks. By the end of this week I'll be out of Slifer Red, and by the end of next week I'll be out of Ra Yellow and into Obelisk Blue. Besides, there's nothing to be worried about. I'll hang with Jaden and Syrus, and when I get promoted to Ra Yellow I'll hang with Bastion.

Things were looking up, Alexis thought. She also noted that Mindy blushed at the mention of Bastion's name. Did Mindy like Bastion?

"I better pack my bags and get to the Slifer Red dormitory."

Alexis said.

"You'll be sleeping with the guys, Alexis."

Alexis smiled, and heard Mindy giggled. This arrangement may not be so bad, after all...

**xxxx**

After Alexis traded in her Obelisk Blue uniform, and changed into the Slifer Red girl's uniform, with a sigh she headed towards the bridge to cross to Slifer Red territory. With two suitcases containing her clothing and books, she walked, gripping the handles so tightly she was sure her knuckles were white. She was nervous, there was denying it. She was also ashamed, she mentally admitted. She'd never been a bad student, and landing in Slifer Red demolished her reputation as one of the best students at Duel Academy. She also admitted, with a twinge of guilt, that she rather _did _like the title of Queen of Obelisk Blue. Even if she didn't exploit it, she liked it. She was respected, and now she wouldn't be. She saw how other students treated Slifers. This was only motivation to climb up the ladder as soon as she could. That and the fact that Zane Truesdale was heading her way and was _not _looking pleased.

They both stopped at the bridge, meeting each other halfway, and leaned over the brim overlooking the harbor.

"I hear you were demoted to Slifer Red. I suppose it's true."

Alexis nodded, and smiled into the harbor, but the smile was destined for Zane. She knew he was watching her from the corner of his eye.

"I'm sorry Zane, I know you must be disappointed, but--"

"-- I also know the reason _why _you were demoted to Slifer Red. It was that night when you went to pay respects to Atticus, wasn't it?"

Zane cut in, his tone becoming softer.

"Yes, yes it was. But I couldn't possibly tell Dr. Crowler about that. It's just... Atti is special to me Zane, you know that. I don't tell everyone about him. Only you and Jaden know about him."

"Jaden?"

Zane asked.

"That night, Jaden rescued me, and I told him about Atticus. He said that he would help me find Atticus, and he told me never to give up. I trust him... Jaden, that is."

Zanesmirked.

"You also like him."

Alexis blushed a shade of scarlet.

"It's funny how people keep assuming that. You wouldn't have anything to do with that, would you Zane?"

Zane never did answer her.

**xxxx**

"And that's game!"

Jaden shouted, and watched Syrus sigh in defeat.

"Man, I don't think I'll ever stand a chance against you, Jaden."

Jaden shook his head.

"You did good Syrus, you're getting better. In fact--"

Jaden was about to continue and then his words died in his throat.

"Lex?"

Standing in the doorway was a very sheepish looking Alexis Rhodes, sporting a red mini skirt, and a white uniform top. She held two suitcases in both hands, and Jaden's initial response was to help her with them, but his mind just wouldn't function.

"Hi, guys..."

Alexis said weakly, a nervous smile at her lips.

"I'll be staying with you guys for a while."

She added.

Jaden, then, finally decided to move and took up Alexis's left suitcase, which was surprisingly heavy.

"Welcome to Slifer Red, Lex, we'll make sure you'll enjoy your stay."

Alexis looked at the bunk beds and the cramped living space and grinned.

"Is that a promise, Jaden?"

In reply Jaden, Syrus, and Chumley who looked down at her from the top bunk, smiled.

"You bet Lex."

"And you know Jaden always keeps his promises."

Syrus chimed.

Alexis knew alright, she was counting on it.


	2. Chapter 2

**.x.**

_My love is down the drain_

_But I'll be fine_

_You play your role on stage_

_And I'll play mine_

**.x.**

Alexis never wanted to see another potato chip bag in her life. Or rather, never wanted to _hear _another potato chip bag ever again. She was quite sure that by the end of the time she was to spend in Slifer Red, she'd hate _all s_nacks. She had Chumley to thank for that. She hadn't slept a wink. The _crackle _of the potato chip bag was still stuck in her head like a bad song, and she was sure that if she saw someone eating anything that produced any sound remotely similar, she'd snap. Go off like mad woman. Needless to say, Alexis was trying very, _very _hard to ignore the bag of duel monster cards that Professor Banner was holding in his hand. He was pacing back and forth, saying s_omething _but all Alexis could focus on was the bag, her fingernails tapping on her desk in an uninterested manner.

She was out of character. She was tired and being sloppy, and her handwriting looked illegible. Alexis was certain that there were bags under her eyes and that her horridly brushed hair looked less than presentable. Her entire day was just making her miserable. Not to mention that the entire class was peering at her strangely, not accustomed to their Queen of Obelisk Blue being dressed in red. Did this make her Queen of Slifer Red? Alexis wondered. The image of a Slifer didn't quite match her, and she shook off the thoughts of Slifer Red and one very annoying bag of potato chips.

But the thought of being in Slifer Red wouldn't leave her alone. That her parents expected the best of her was putting it lightly. While most parents would encourage their children to be _their _best, her parents demanded she'd be _the _best. It never bothered her because she always believed that her status as a student and as a person was her own prize, and had nothing to do with her parents. Her earning the unwanted but welcome title of Queen of Obelisk Blue had been her triumph, not her parent's. But then, now as she thought about how severe the situation was and what the consequences would be if she didn't make it into Obelisk Blue in time, she realized that none of this was really for her. All her triumphs had belonged to her parents. Alexis narrowed her eyes to the desk, her fingertips ceasing movement, and let out a sigh.

"Ms. Rhodes, I'm quite sorry that my class bores you but could you please maintain your displeasure to yourself?"

Alexis wasn't quite sure that Professor Banner was addressing her. She was almost certain that Atticus was there, gotten a sex change, _anything _but the truth. The entire room stared at her. Alexis didn't know what to do, and panicked. She'd never held this sort of spotlight before. Whenever she raised her hand to answer a question, or when she was called upon; she always responded correctly. The admiration form her peers would be apparent. She relished in it. It encouraged her to do better, to be better. But this, this was _humiliating_.

Before she could muster an embarrassed apology, Jaden stumbled through the classroom doors exuding a large yawn.

"Sorry I'm late Professor Banner."

He managed and went to his seat with his usual grin, seemingly forgiven because Professor Banner abandoned the issue. Without knowing it, he had quite deliberately saved her from making a fool out of herself. Alexis made a mental note to thank him afterwards. Seeing that the class would soon end, Alexis gathered her books, copied down final notes, and turned to look at the door. What a surprise it was to see Zane standing in the same doorway that Jaden had only come through before, arms crossed over his chest, a nonchalant expression on his face. Yet while the other girls practically drooled over him, Zane directed his blank stare at her.

She got the message. He wanted to talk. She'd just have to thank Jaden later.

**---**

After the class emptied out, and Jaden was finishing gathering up his books, Professor Banner approached him, worried.

"Jaden, why the tardiness this morning?"

Jaden gave him an embarrassed grin and rummaged through his books for his schedule, wanting to spy his next class.

"Sorry, Professor Banner. I guess I just overslept."

Professor Banner's face settled into a rather vague expression and he made his way to the board, erasing the notes, preparing for his next class.

"Just make sure you don't make a habit out of it, Jaden."

Professor Banner called out behind him, but when he turned Jaden was already gone.

---

"You have study this period, don't you Alexis?"

They were walking aimlessly, or that's how it seemed to Alexis. She never quite knew what to expect with Zane. She nodded in agreement.

"That's right. You have me for half an hour all to yourself."

She commented, not meaning to tease, but regretting how it sounded when it came out. If there was something that Zane absolutely hated about Duel Academy was his groupies, his e_ntourage_. The only reason why he befriended Alexis was for her skill and her neutral attitude towards him. The last thing Alexis wanted was to sound like one of Zane's _groupies_. Zane must have been of the same mind because he raised his eyebrow to her comment but dismissed it a fraction of a minute later.

"As you know, I'll be leaving Duel Academy this year."

Alexis nodded.

"Unfortunately..."

Zane sighed, with a degree of reluctance and defeat. Alexis stopped and stood in front of him, questioning. If anything, Zane seemed to be very hesitant over his next few words.

"Unfortunately, there is a ball in celebration of the graduating class. I have to attend, of course. What I also am required to do, is bring a date."

There was a pause.

"Alexis, I do not confide in many students here simply because their lack of responsibility and devotion to dueling irks me. I do not enjoy my fan club which was officially established last year. In fact, I do not enjoy interacting with any of the female population here because they are all after the same thing. That is why; I am going to take you the ball as my date."

Alexis raised an eyebrow and stifled a laugh. How like Zane not to ask but to demand. She would bring up the point on his lack of being romantic, but she didn't want that sort of attention from him anyway. Not to mention that Zane hated that sort of banter. Alexis was very careful as what to say when she was with Zane. She couldn't act as she would in front of Mindy or even Jaden and his friends. Zane was somehow _superior _to her. Maybe it was that his love for dueling and passion in which he did duel was overwhelming. There was something hauntingly admirable about him that intimidated, as if there was an ice wall around him. As if he watched the world and sniffed haughtily simply because it was not up to his standards.

That would be the impression most would get, but Alexis knew that Zane was not that sort of person. Yes, his humor was relatively limited, but he was kind and if you were lucky you could make him laugh for a good five minutes once a year. Alexis remembered the first time she heard Zane laugh. It had been five months after she'd met him. She didn't even remember the comment she had made, only how _shocked s_he had been to hear his laughter. And then all too soon it was gone and he looked at her as if she was the strange one.

"So, then it's a date."

Alexis said, the words sounding strange even to her.

"Tell me, how are things in the Slifer Dorm?"

Alexis sighed.

"To tell you the truth -- if I see another potato chip bag in my life ever again I'm going to go to jail."

Zane raised an eyebrow and then mustered an amused smile.

"Chumley?"

Alexis nodded.

"It doesn't really matter, does it Alexis? You'll be out of the Slifer Dorm soon enough."

Alexis nodded, once again.

"That's right."

She replied, determination in her voice. She had to get into Ra Yellow by next week, and then she could go into Obelisk Blue and everything would be alright. Meanwhile...

The bell rang signaling the beginning of another class.

"Zane I--"

"I understand."

Alexis briefly said goodbye to Zane and started her trek to her next class. She _had _to get into Ra Yellow this week; nothing could or would stand in her way.

Alexis didn't know how wrong she was.

---

Alexis collapsed on the bunk, her books next to her. Doctor Crowler had seemed inspired enough to give the class mountains of homework. Alexis briefly wondered why Jaden and the others still hadn't made their way back to the dorm. Maybe they decided to have a duel outside or visit the game shop. Whatever the reason, Alexis couldn't help but admit that she felt a little alone in the dorm all by herself. In Obelisk Blue she'd always have Mindy to talk to, or other classmates to duel with. Obelisk blue was strict in timing, and everyone was in their dorm at a certain time. Therefore, Alexis never had any trouble finding someone to talk to. And if all else failed she could always find Zane and talk to him. But, now things were different. But as Zane had said before, why should it really matter? She was only here in Slifer Red for a week.

"Would a napkin slow you down?"

Alexis heard voices and stood up, rubbing her eyes from the exhaust that had overwhelmed her until a few moments ago.

"Doesn't seem so."

Alexis heard Bastian say, a chuckle then and a sigh from Syrus. She thought she heard Chumley in the background, but she wasn't sure. What could hear clearly, however, was Jaden's commentary as he seemingly stuffed himself. Curious, Alexis peeked outside, catching the guys coming up the winding road that lead to the Slifer Dormitory.

As she thought, she saw Jaden stuffing the remains of something into his mouth, munching happily. She was rather surprised, and glad, that Chumley wasn't following suit. Bastian caught sight of her and waved, followed by the others.

"Hello Alexis!"

Bastian yelled.

"Hi Alexis!"

Added Syrus timidly.

"Hey Lex!"

Jaden shouted lastly, a grin on his face. This gesture made Alexis smile, and she waved back to the guys a sigh filling her. Aside from Chumley's late night -- who was she kidding, twenty four hours a day munchies, so far Slifer Red wasn't so bad. And so with that thought Alexis laughed and chatted with the guys until it got very late and Bastion had to go back to Ra Yellow unless he wanted some assured trouble. Jaden began a duel with Syrus and Chumley fell asleep. Alexis took a long sigh and looked at her books.

"It's now or never."

She said to herself.

Later on, it would be those same words that would make all the difference.

---

"I'm going to bed."

Syrus announced, putting away his deck.

"Already? But we've only dueled five times, Sy!"

Jaden debated, but a few moments later gave up.

"I guess you're right, it is getting pretty late. I'm calling it a night too."

Syrus nodded, climbing into his bunk. Like a routine, Jaden was about to crawl into his own bunk when he saw Alexis, asleep on top of a book. She was snoring lightly, her fingers grasping her pen. Jaden smiled and took the book from her and placed it on the floor. He then took the pen and placed it on the table beside the bunk. He wanted to wake Alexis up so she could get into bed properly, but she looked so tired that Jaden hesitated.

Finally making up his mind, Jaden took the covers from underneath Alexis and gently pulled them from beneath her, pooling them at the end of the bed. He then raised the blankets on top of her form. Alexis turned, murmuring something incoherent in her sleep, but Jaden wasn't paying attention. He was, by some strange reason, captured just watching her, sleeping.

And the wheels of fate begin to spin.

---

**Authors Note** : I must admit that after two reviews that basically killed this story, I was ready to give up. But then I was just overwhelmed by the amount of support I got, and it made me give this story another chance. I'm sorry if this story bends the rules, or ignores some details you might consider important, but his is fanfiction, and therefore I am permitted to alter whatever I like. Despite what some may think, I do really try hard on this story, and besides, there are a lot worse stories with no regard for anything out there. Go and criticize _them_. Also, this takes place -before- Chazz gets into Slifer Red. Thatmeans he's still in Obelisk Blue.

Once again, THANK YOU, THANKYOU, & THANK YOU for everyone who reviewed. You quite literally saved this story. I would very much appreciate it if you continued to give me your support, and I promise I'll update quicker.

Thank you!

POISONOUS


End file.
